Terms Of Service
Provisions applicable to all Users of the Service (Whether Registered or Not)
1. OperatorThis Service is operated by GradMemory, whose principal business address is 40087 Mission Blvd #236 Fremont, CA 94539.
2. Purpose of the ServiceGradMemory is engaged in the production and distribution of DVD of Graduation ceremonies of school. GradMemory takes order of the Graduation DVDs online as well as through checks. These Video DVDs are made available after approval with and/or in conjunction with various schools.
3. AvailabilityGradMemory uses reasonable endeavors to ensure that the Service is available 24 hours a day 7 days a week. However, there will be occasions when the Service will be interrupted for maintenance, upgrades and emergency repairs or due to failure of telecommunications links and equipment that are beyond the control of GradMemory. Every reasonable step will be taken by us to minimize such disruption where it is within the reasonable control of GradMemory. You agree that GradMemory shall not be liable to you for any modification, suspension or discontinuance of the Service. You are responsible for creating backups of any content you post to the Service.
6. Your use of the ServiceSubject to and conditioned upon your compliance with these Terms, and solely for so long as you are permitted by GradMemory to access to Service, we grant to you a non-exclusive, non-transferable, nonsublicensable, limited right and license to access the Service, including any images, text, graphics, videos, data, files, and other materials incorporated into the Service (other than your Submissions), solely as necessary to access the Service and solely for your own personal, non-commercial, home purposes of ordering a DVD, provided that you keep intact all copyright and other proprietary notices. The Service, including all such materials and all intellectual property rights therein, remain the property of GradMemory or its licensors or suppliers. Except as expressly authorized by these Terms, you may not use, reproduce, distribute, modify, transmit, perform, display or create derivative works of any portion of the Service without the written consent of GradMemory. Nothing herein grants any rights to commercially exploit any portion of the Service or any content therein. All rights not expressly granted hereunder are expressly reserved. While using the Service you agree to comply with all applicable laws, rules and regulations. In addition, we expect users of the Service to respect the rights and dignity of others. Your use of the Service is conditioned in part on your compliance with the rules of conduct set forth in this section; any failure to comply may result in termination of your access to the Service. While using the Service, you agree not to:
a. Defame, abuse, harass, stalk, threaten or otherwise violate the rights of others, including without limitation others' privacy rights or rights of publicity;
b. Impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with any person or entity, or use any fraudulent, misleading or inaccurate email address or other contact information;
c. Restrict or inhibit any other user from using the Service, including, without limitation, by means of "hacking" or defacing any portion of the Service;
d. Violate any applicable laws or regulations;
e. Express or imply that any statements you make are endorsed by us, without our prior written consent;
f. Upload to, transmit through, or display on the Service (a) any material that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, or infringes our or any third party's intellectual property or other rights; (b) any confidential, proprietary or trade secret information of any third party; or (c) any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication (except as otherwise expressly permitted by us);
g. Use the Service to harm minors in any way, including, but not limited to, by uploading content that violates child pornography laws, child sexual exploitation laws and laws prohibiting the depiction of minors engaged in sexual conduct;
h. Engage in spamming or flooding;
i. Attempt to upload images by any method to another user's account without permission;
j. Access or use (or attempt to access or use) another user's content without permission;
k. Transmit any software or other materials that contain any viruses, worms, trojan horses, defects, date bombs, time bombs or other items of a destructive nature;
l. Modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble any portion of the Service;
m. Remove any copyright, trademark or other proprietary rights notices contained in or displayed on any portion of the Service;
n. "Frame" or "mirror" any portion of the Service, or link to any page of or material on the Service other than the URL located at http://www.GradMemory.com/ or the URLs provided by us to you for such purposes as part of the Service, without our prior written authorization;
o. Use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, "data mine" or in any way reproduce or circumvent the navigational structure or presentation of the Service; or
p. Harvest or collect information about or from users of the Service without their express consent and, if such consent is provided, only pursuant to applicable law. We may suspend and/or terminate your access to and use of the Service and/or any features made available through the Service immediately if you fail to comply with the above rules or otherwise fail to comply with these Terms. You may be asked to pay a fine if your actions result in a harassment to others and inhibits GradMemory from operating its website in a smooth manner.
7. Your SubmissionsIn the process of ordering the DVD, you will post or upload to the Service, any materials including, without limitation, photographs and other images, text, graphics, videos, visuals, and other materials (collectively, "Submissions"), you will retain ownership of such Submissions, and you hereby grant us and our affliates a worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, royalty-free, fully paid-up, perpetual, irrevocable right to use, reproduce, distribute (through multiple tiers), create derivative works of, and publicly display and perform (publicly or otherwise) such Submissions, solely in connection with the Service. Please note that, while you retain ownership of your Submissions, any template or layout in which you arrange or organize such Submissions through tools and features made available through GradMemory are not proprietary to you, and can be used by GradMemory and others for any purposes. You acknowledge and agree that you have no rights in any such template and/or layout, and such template or layout shall be the sole and exclusive property of GradMemory.
You represent, warrant and covenant that (i) you own or otherwise possess all necessary rights with respect to your Submissions, (ii) your Submissions do not and will not infringe, misappropriate, use or disclose without authorization, or otherwise violate any intellectual property or proprietary right of any third party, and are not unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, and (iii) you hereby consent to the use of your likeness, and you have obtained the written consent, release, and/or permission of every identifiable individual who appears in a Submission to use such individual's likeness, for purposes of using and otherwise exploiting the Submission in the manner contemplated by these Terms (including for purposes of promoting the Service), or, if any such identifiable individual is under the age of eighteen (18), you have obtained such written consent, release and/or permission from such individual's parent or guardian (and you agree to provide to GradMemory a copy of any such consents, releases and/or permissions upon GradMemory's request).
None of the Submissions will be subject to any obligation, whether of confidentiality, attribution or otherwise, on our part and we will not be liable for any use or disclosure of any Submissions. You acknowledge and agree that we may (but are not obligated to) do any or all of the following, at our discretion: (a) monitor and/or filter any Submissions (including without limitation by means of blocking or replacing expletives or other language that may be deemed harmful or offensive); (b) alter, remove, or refuse to send, transmit or otherwise use any Submission (including, without limitation, by suspending the processing and shipping of any order relating to any Submission); and/or (c) disclose any Submissions, and the circumstances surrounding the transmission or use thereof, to any third party in order to operate the Services; to protect us and our affiliates, distributors, partners, licensors, advertisers and sponsors, and our and their directors, officers, employees, consultants, agents, other representatives, and users; to comply with legal obligations or governmental requests; to enforce these Terms; or for any other reason or purpose. GradMemory is not responsible for, and will have no liability for, the removal or non-removal of any Submissions from the Service. We recommend you keep back-up copies of your Submissions on your hard drive or other personal system, as the Service is not intended to be used as a back-up solution for storing your Submissions.
9. Pricing and Product InformationAll prices are stated in U.S. dollars. Prices may or may not include delivery charges and will be added to your order during the checkout process. GradMemory makes every effort to provide current and accurate information about products, services and prices but we do not guarantee the accuracy of such information. In the event that you order products and the price published on the Service was incorrect, GradMemory will contact you to let you know the correct price and ask you whether you still wish GradMemory to fulfill your order at the correct price. Any dates specified for delivery of any products are intended to be an estimate only.
10. Right to ReturnEach DVD ordered is a personlized copy, it cannot be reused and hence cannot be returned. If you ordered an incorrect DVD, it cannot be returned. It is the responsibility of the customer to ensure that they are ordering the correct DVD. If a customer is dissatisfied with the product or the quality of the DVD, it will be taken up on a case by case basis. If your DVD was damage during shipping, please inform us as soon as you receive the DVD. We'll give you instructions for how to proceed with your return, and replace your DVD for free. You cannot return your DVD if you are not satisfied with the content on the DVD. Since the DVD content is similar for all students and the DVD is personalized for every graduate, we cannot take the DVD back.
11. Image Rights, Sharing and "Favorites"GradMemory does not claim ownership rights in any image contained in your account. In order to enable us to display your images through the Service and fulfill any orders for you, you grant to GradMemory a non-exclusive, royalty-free license to use, copy, distribute and display those images.
12. Copyright IssuesGradMemory is committed to protecting copyrights and expects users of the Service to do the same. The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that any material used or displayed on or through the Service infringes your copyright, you (or your agent) may send us a notice requesting that the material be removed, or access to it blocked. The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow us to locate the material on the Service; (d) the name, address, telephone number and email address (if available) of the complaining party; (e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.copyright.gov/ for details. DMCA notices and counter-notices regarding the Service should be sent to: Email: firstname.lastname@example.org
13. Term and TerminationThese Terms shall remain effective until terminated as set forth herein. We may, in our sole discretion, immediately terminate these Terms, and/or your access to and use of the Service or any portion thereof, at any time and for any reason, including if we believe that you have violated or acted inconsistently with the letter or spirit of these Terms. Upon termination of these Terms, your right to access and/or use the Service will immediately cease. You agree that any termination of your access to or use of the Service may be effected without prior notice, and that we may immediately deactivate or delete your password and user name, and all related information and files associated with it (including all Submissions), and/or bar any further access to such information or files. You agree that we shall not be liable to you or any third party for any termination of your access to the Service or to any such information or files, and shall not be required to make such information or files available to you after any such termination. Except for the license to access and use the Service granted to you in Section 2, the rights and obligations of the parties as set forth herein will survive termination.
14. Third-Party Websites, Software and ServicesOther web sites may provide links to the Service with or without our authorization. We do not endorse such sites, and are not and shall not be responsible or liable for any links from those sites to the Service, any content, advertising, products or other materials available on or through such other sites, or any loss or damages incurred in connection therewith. YOU AGREE THAT YOUR USE OF THIRD PARTY WEB SITES AND RESOURCES, INCLUDING WITHOUT LIMITATION, YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEB SITES AND RESOURCES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES. We shall have the right, at any time and in our sole discretion, to block links to the Service through technological or other means without prior notice.
15. Access By MinorsWe hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available at the websites of GetNetWise (http://kids.getnetwise.org/) and OnGuard Online (http://onguardonline.gov/). Please note that GradMemory does not endorse any of the products or services listed at such sites.
16. IndemnificationYou agree to indemnify, defend and hold us, our affiliates, distributors, partners, licensors, advertisers and clients including schools, and our and their directors, officers, employees, consultants, agents and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees) and other expenses that arise directly or indirectly out of or from (a) your breach of these Terms, including any violation of the rules set forth in Section 2 above; (b) your Submissions; and/or (c) your activities in connection with the Service (including, without limitation, any and all purchases).
17. Disclaimer of WarrantiesThe service, including, but not limited to, all materials incorporated therein and all features and functionality of the service, is provided "as is," "as available" and without warranties of any kind, either express or implied. To the fullest extent permissible by applicable law, Gradmemory and its affiliates, distributors, partners, licensors, advertisers and clients including schools, and our and their directors, officers, employees, consultants, agents and other representatives disclaim all warranties, express or implied, including, without limitation, implied warranties of title, non-infringement, accuracy, merchantability, and fitness for a particular purpose, and any warranties that may arise from course of dealing, course of performance or usage of trade. Applicable law may not allow the exclusion of implied warranties, so the above exclusions may not apply to you. We, our affiliates, distributors, partners, licensors, advertisers and sponsors, and our and their directors, officers, employees, consultants, agents and other representatives do not warrant that your use of the service will be uninterrupted, timely, error-free or secure, that defects will be corrected, or that the service, the server(s) on which the service is offered or any software incorporated into the service are free of viruses or other harmful components. You assume all responsibility and risk for your use of the service and your reliance thereon. No opinion, advice or statement of gradmemory and/or its affiliates, distributors, partners, licensors, advertisers and/or sponsors, and/or our and their directors, officers, employees, consultants, agents and other representatives, whether made on or through the service or otherwise, shall create any warranty. Your use of the service is entirely at your own risk.
18. Limitation of liabilityTo the fullest extent permissible by applicable law, neither gradmemory nor any of our affiliates, distributors, partners, licensors, advertisers or clients including schools, nor our or their directors, officers, employees, consultants, agents or other representatives, are responsible or liable for any indirect, incidental, consequential, special, exemplary, or punitive damages (including, without limitation, damages for loss of business, loss of data or lost profits), under any contract, negligence, strict liability or other theory arising out of or relating in any way to the service (including, but not limited to, all materials incorporated therein and all features and functionality of the service). Your sole and exclusive remedy for dissatisfaction with the service is to stop using the service. To the fullest extent permissible by applicable law, the sole, exclusive and maximum liability of gradmemory arising out of or in connection with these terms or the service, whether in contract, tort (including, without limitation, negligence) or otherwise, shall be $100. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
19. Intellectual Property NoticesAll trademarks and service on the website are property of GradMemory. All rights reserved. Reproduction of part or all of the contents in any form is prohibited other than in accordance with the following permissions: All trademarks and service marks on the Service not owned by us are the property of their respective owners. The trade names, trademarks and service marks owned by us, whether registered or unregistered, may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion. Nothing contained on the Service should be construed as granting, by implication, or otherwise, any license or right to use any of our trade names, trademarks or service marks without our express prior written consent.
20. Jurisdictional IssuesThe Service is controlled and operated by GradMemory from the United States, and is not intended to subject GradMemory to the laws or jurisdiction of any country or territory other than that of the United States. GradMemory does not represent or warrant that the Service or any part thereof is appropriate or available for use in any particular jurisdiction. Those who choose to access the Service do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations. We may limit the Service's availability, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.
21. MiscellaneousThese Terms are governed by and construed in accordance with the laws of the State of California, United States of America, without regards to its principles of conflicts of law. You agree to submit to the exclusive jurisdiction of any State or Federal court located in the County of Santa Clara, California, United States of America, and waive any jurisdictional, venue or inconvenient forum objections to such courts. If any provision of these Terms, or the application thereof to any person, place or circumstance, shall be held by a court of competent jurisdiction to be invalid, void or otherwise unenforceable, such provision shall be enforced to the maximum extent possible, or, if incapable of such enforcement, shall be deemed to be deleted from these Terms, and the remainder of these Terms and such provisions as applied to other persons, places and circumstances shall remain in full force and effect. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default, nor shall any delay or omission on the part of either party to exercise or avail itself of any right or remedy that it has or may have hereunder operate as a waiver of any right or remedy. This is the entire agreement between us relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements between us with respect to such subject matter. These Terms are not assignable, transferable or sublicenseable by you except with our prior written consent. These Terms may not be modified or amended except as set forth in the introductory section of these Terms. Any heading, caption or section title contained in these Terms is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof. If you have any questions or comments regarding these Terms, please contact: email@example.com with subject legal. We will forward your request to our legal department.